[8-K] PRA GROUP INC Reports Material Event

Rhea-AI Filing Summary

PRA Group, Inc. disclosed that on September 22, 2025 its wholly owned subsidiary, PRA Group Europe Holding II S.à r.l., intends, subject to market conditions, to offer €300,000,000 aggregate principal amount of senior notes due 2032 in a private transaction exempt from registration under the Securities Act of 1933. The company filed a press release and the release is included as Exhibit 99.1 and is incorporated by reference into this report. The notice indicates the offering is conditional on market conditions and uses a private placement format rather than a registered public offering.

Positive

• Plans to raise €300,000,000 via senior notes can strengthen liquidity if proceeds are available
• Private exempt placement may allow faster execution with fewer public disclosure requirements

Negative

• Increases long-term debt obligations with notes maturing in 2032, potentially raising leverage
• Terms not disclosed (coupon, covenants, use of proceeds), creating short-term uncertainty for credit impact

Insights

Capital Markets Analyst

Planned private senior note sale would raise €300M, increasing near-term debt capacity.

The subsidiary's intention to offer €300,000,000 of senior notes due 2032 signals a debt-funded financing rather than equity issuance. A private, exempt placement can be executed faster and with fewer disclosure requirements than a registered offering, which may allow management to lock in funding when market conditions are favorable.

Execution depends on investor demand and market conditions; closing terms (coupon, covenants, use of proceeds) are not disclosed and will determine credit impact. Watch for the final offering terms and any filings that specify interest rate, covenants, and intended use of proceeds within the coming weeks.

Treasury & Credit Risk Specialist

A long-dated debt issuance affects leverage and interest expense profiles through 2032.

Issuing senior notes extends debt maturities and can improve immediate liquidity or refinance shorter-term obligations; however, it also raises long-term fixed obligations and could increase interest expense depending on the coupon.

Key items to monitor are the coupon rate, any negative covenants, and whether proceeds are for refinancing or new uses. Those details will determine near-term liquidity relief versus medium-term leverage and credit metrics impact.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): September 22, 2025

PRA Group, Inc.

_________________________________________

(Exact name of registrant as specified in its charter)

Delaware

000-50058

75-3078675

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

120 Corporate Boulevard

Norfolk,

Virginia

23502

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (888) 772-7326

Not Applicable

______________________________________________

Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, $0.01 par value per share			PRAA			NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 8.01    Other Information.

On September 22, 2025, the Company issued a press release announcing that its wholly-owned subsidiary, PRA Group Europe Holding II S.à r.l., a private limited liability company (société à responsabilité limitée) incorporated and existing under the laws of the Grand Duchy of Luxembourg, intends, subject to market conditions, to offer €300 million aggregate principal amount of senior notes due 2032 in a private transaction that is exempt from the registration requirements of the Securities Act of 1933, as amended. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated in this Item 8.01 by reference.

Item 9.01 Financial Statements and Exhibits.

(d)			Exhibits
			99.1			Press release dated September 22, 2025
			104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			PRA Group, Inc.
Date: September 22, 2025			By:			/s/ Rakesh Sehgal
						Rakesh Sehgal
						Executive Vice President and Chief Financial Officer

FAQ

What did PRA Group (PRAA) announce in the 8-K?

The company announced its subsidiary intends to offer €300,000,000 of senior notes due 2032 in a private, exempt transaction and filed a press release as Exhibit 99.1.

Who is issuing the notes for PRA Group?

The issuer is the wholly owned subsidiary PRA Group Europe Holding II S.à r.l., incorporated in Luxembourg.

Is the €300M offering a registered public offering?

No. The announcement states the offering will be a private transaction exempt from registration under the Securities Act of 1933.

Are the final terms of the notes (coupon, covenants) disclosed?

No. The filing states the intention to offer the notes but does not disclose final terms, coupon, covenants, or use of proceeds.

What could investors monitor next after this announcement?

Investors should look for subsequent filings or press releases that disclose the final coupon rate, covenants, closing and the use of proceeds.